La Pinata LOAN AGREEMENT 20230925

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4 (d) Owner’s delivery to the City of evidence of insurance coverage in accordance with the requirements set forth in Exhibit D attached hereto; (e) Owner’s delivery to City of such documentation as City shall reasonably require regarding Owner’s organizational status and authority to execute and perform Owner’s obligations under the City Documents; (f) Owner’s delivery to City of all of the following: (a) Project budget; (b) construction estimates; and (c) copies of such other documents related to the development and financing of the Project as City may reasonably request; (g) No material adverse change as determined by City in its reasonable judgment shall have occurred in the condition of the Premises or the Improvements or in the financial or other condition of Owner since the date of this Agreement; and 3.4 NO OBLIGATION TO DISBURSE PROCEEDS UPON DEFAULT. Notwithstanding any other provision of this Agreement, the City shall have no obligation to disburse the Loan Proceeds upon the occurrence of an Event of Default under the City Documents or if the conditions to disbursement of the Loan set forth in Section 3.3 have not been satisfied within 180 days following the Effective Date, unless an extension of such date is approved by City in writing. ARTICLE IV REPRESENTATIONS, WARRANTIES AND COVENANTS 4.1 OWNER’S REPRESENTATIONS. Owner represents and warrants to City as follows, and Owner covenants that until the expiration or earlier termination of this Agreement, upon learning of any fact or condition which would cause any of the warranties and representations in this Section 3.1 not to be true, Owner shall immediately give written notice of such fact or condition to City. Owner acknowledges that City shall rely upon Owner’s representations made herein notwithstanding any investigation made by or on behalf of City. (a) LEGAL STATUS; AUTHORITY; LEASE. Owner has the full right, power and authority to undertake the Project and to execute, deliver and perform all obligations of Owner under the City Documents. Owner’s execution, performance and delivery of the City Documents has been duly authorized by all requisite actions. The persons executing this Agreement on behalf of Owner have been duly authorized to do so. This Agreement and the other City Documents constitute valid and binding obligations of Owner, enforceable in accordance with their respective terms. The Lease is a valid and binding obligation of Owner, enforceable in accordance with its terms. (b) NO CONFLICT. The execution of the City Documents and Owner’s performance thereunder do not and will not result in a breach of or constitute a default under any agreement, contract, order, indenture or other instrument to which Owner is a party or by which Owner may be bound. DocuSign Envelope ID: FEE47689-2EFE-4EE4-BAD7-6185FD2187CD